CUSTODIAN CONTRACT BY AND BETWEEN EACH CUSTOMER SET FORTH ON APPENDIX A AND STATE STREET BANK AND TRUST COMPANYCustodian Contract • May 29th, 2024 • West Bay BDC LLC
This Contract, dated as of April 30, 2024 (this “Contract”), is made by and between each of the entities set forth on Appendix A hereto (each such entity, a “Customer” and collectively, the “Customers”), having its principal place at the address set forth on Appendix A, and State Street Bank and Trust Company, a Massachusetts trust company (the “Custodian”), having its principal place of business at One Congress Street, Suite 1, Boston, Massachusetts 02114.
FORM OF INVESTMENT MANAGEMENT AND ADVISORY AGREEMENT between WEST BAY BDC LLC and GOLDMAN SACHS ASSET MANAGEMENT, L.P.Management and Advisory Agreement • May 29th, 2024 • West Bay BDC LLC
This AGREEMENT (this “Agreement”), is made as of the [•] day of [•], 2024, between GOLDMAN SACHS ASSET MANAGEMENT, L.P. (the “Investment Adviser”), a limited partnership formed under the laws of the state of Delaware, and West Bay BDC LLC, a limited liability company organized under the laws of the State of Delaware (the “Company”).
ADMINISTRATION AGREEMENTAdministration Agreement • May 29th, 2024 • West Bay BDC LLC • New York
This ADMINISTRATION AGREEMENT (this “Agreement”), dated and effective as of April 30, 2024, is by and between STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company (the “Administrator”), and each of the entities set forth on Appendix A hereto (each such entity, a “Fund” and collectively, the “Funds”).
Form of Second Amended and Restated Limited Liability Company AgreementLimited Liability Company Agreement • May 29th, 2024 • West Bay BDC LLC • Delaware
This SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of West Bay BDC LLC (the “Company”), is entered into as of [•], 2024, by and among those Persons who have entered into Subscription Agreements with the Company for the purchase of units of limited liability company interests (collectively, the “Units”) in the Company. This Agreement amends and restates in its entirety the Amended and Restated Limited Liability Company Agreement of the Company, dated as of [•], 2024.
